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Attached hereto are: (i) a communication sent by
the chairman, president and chief executive officer of Starbucks
Corporation (the Company)
to the Companys partners (employees) on January 22, 2009 regarding the submission of the proposal for approval by the Companys shareholders to amend the Companys existing equity plans for a one-time voluntary stock option exchange program (the Option Exchange Program) and (ii) frequently asked questions sent to the Companys
partners on January 22, 2009 regarding the proposed Option Exchange
Program.

January 22,
2009

Dear Partners,

I am pleased to announce that a proposal to amend our equity
incentive plans to permit a voluntary stock option exchange
program (Option Exchange Program) for our partners
will be submitted to shareholders for their approval at
Starbucks 2009 Annual Meeting on March 18, 2009.

At Starbucks, we believe that an effective and competitive
partner incentive program is critical for the success of our
business. Broad-based stock options constitute a key component
of our incentive and retention programs because we believe that
equity compensation encourages partners to act like owners of
the business, motivating them to work toward our success and
rewarding their contributions by allowing them to benefit from
increases in the value of our shares.

Like many retailers, Starbucks has been, and continues to be,
adversely impacted by the global economic crisis. Due to the
significant decline of our stock price during the last few
years, many of our partners now hold stock options with exercise
prices significantly higher than the current market price of our
common stock (known as underwater stock options).

If we receive shareholder approval, the Option Exchange Program
would give eligible partners a one-time opportunity to exchange
certain outstanding underwater stock options for a lesser amount
of new options that will be granted with lower exercise prices.
The number of new stock options would be determined using
exchange ratios designed to result in the new stock options
having a fair value approximately equal to the stock options
that are exchanged. The Option Exchange Program would be
approximately expense-neutral from an accounting perspective.

More information about the Option Exchange Program is provided
in the enclosed Frequently Asked Questions (FAQ),
including:

1. who would be eligible to participate;

2. which stock options might qualify;

3. how the exchange of certain stock options would work;

4. vesting schedule of the new options; and

5. when the Option Exchange Program would take place.

Additional information about the proposed Option Exchange
Program is available in our proxy statement filed with the
Securities and Exchange Commission (SEC) on
January 22, 2009. For access to the proxy statement, please
visit
http://investor.starbucks.com
or www.sec.gov.

The information contained in the FAQ is intended to provide you
with high-level information about the Option Exchange Program.
If we receive the necessary shareholder approval, we will send
additional detailed information about the terms of the Option
Exchange Program to eligible partners at the time the Option
Exchange Program begins.

From the early days of the company, offering equity in the form
of stock options has been a major benefit for our partners.
Im proud to say it will continue on today.

Warm regards,

Howard Schultz

chairman, president and chief executive officer

We have not commenced the Option Exchange Program to which
this communication pertains and will not do so unless we receive
the requisite shareholder approval at our 2009 Annual Meeting of
Shareholders. Even if the requisite shareholder approval is
obtained, we may still decide later not to implement the Option
Exchange Program. Starbucks will file a Tender Offer Statement
on Schedule TO with the SEC upon the commencement of the
Option Exchange Program. Persons who may be eligible to
participate in the Option Exchange Program should read the
Tender Offer Statement on Schedule TO, including the offer
to exchange and other related materials, when those materials
become available because they will contain important information
about the Option Exchange Program. Starbucks shareholders and
option holders will be able to obtain these written materials
and other documents filed by Starbucks with the SEC free of
charge from the SECs website at
www.sec.gov.

The following Frequently Asked Questions (FAQ) was
prepared to address common questions that you may have about the
proposed stock option exchange program (the Option
Exchange Program). Shareholder approval to amend Starbucks
(Company) existing equity plans to permit the Option
Exchange Program will be solicited at our annual meeting of
shareholders, scheduled for March 18, 2009.

The information in this FAQ is based on the information
contained in our proxy statement filed with the Securities and
Exchange Commission (SEC) on January 22, 2009.
Even if shareholders approve the amendments to Starbucks equity
plans to permit the Option Exchange Program, the Board of
Directors (Board) or the Compensation and Management
Development Committee of the Board (Compensation
Committee) may still later determine not to implement the
program. The information in this FAQ is provided as of
January 22, 2009 and does not contain complete details
about the Option Exchange Program. Additional information about
the proposed Option Exchange Program is available in our proxy
statement. For access to the proxy statement, please visit
http://investor.starbucks.com
or www.sec.gov. Due to SEC regulations, Starbucks
cannot advise you as to whether or not it will make sense for
you to participate in the Option Exchange Program.

A stock option is a right to buy a share of Starbucks stock at a
set price (also known as the grant or exercise price) for a
specified period of time. The right to buy the share may
continue into the future, but the purchase price is fixed when
the stock option is granted.

2. What is the Option Exchange Program?

At Starbucks, stock options constitute a key component of our
incentive and retention programs, encouraging partners to act
like owners of the business, motivating them to work toward the
Companys success and rewarding their contributions by
allowing them to benefit from increases in the value of
Starbucks stock.

Due to the significant decline of Starbucks stock price over the
last few years, many partners now hold stock options with
exercise prices significantly higher than the current market
price of Starbucks stock (such stock options are also known as
underwater stock options). The Option Exchange
Program is a voluntary, one-time opportunity for eligible
partners to surrender certain outstanding underwater stock
options in exchange for a lesser amount of new stock options
with a lower exercise price. The number of new stock options
would be determined using exchange ratios designed to result in
the new stock options having a fair value approximately equal to
the stock options that are exchanged.

3. Who would be eligible to participate in the
Option Exchange Program?

We anticipate that the Option Exchange Program would be open to
all U.S. and international partners who hold eligible stock
options. Although we intend to include all eligible partners
located outside the United States, the Company may exclude
certain eligible partners if, for any reason, the Compensation
Committee believes that their participation would be illegal,
inadvisable or impractical. The Option Exchange Program will not
be open to Board members or the Companys senior leadership
team (including the named executive officers listed
in the Companys proxy statement and other senior officers
that the Compensation Committee designates).

4. What options would be eligible for exchange
under the Option Exchange Program?

To be eligible for exchange, a stock option grant would have to:

(a) have an exercise price at or above the 52-week high
trading price of Starbucks common stock as reported by the
NASDAQ Global Select
Market® 
measured from the commencement of the Option Exchange
Program; and

(b) have been granted 17 months or more prior to the
date that the Option Exchange Program commences.

Using the above criteria, we anticipate that most of the stock
option grants awarded in 2004 through 2007 could potentially be
eligible for the Option Exchange Program, including annual stock
option grants.

5. When would the Option Exchange Program take
place?

If shareholders approve the amendments to Starbucks existing
equity plans to permit the Option Exchange Program, the Company
intends to commence the Option Exchange Program as soon as
practicable after the 2009 annual meeting. From the time the
Option Exchange Program commences, eligible partners will be
given at least 20 business days to make an election to exchange
their eligible stock options. New stock option grants would be
made the first business day after the close of the Option
Exchange Program. The Board retains the authority, in its sole
discretion, to determine not to implement the Option Exchange
Program even if shareholder approval is obtained.

6.

If I participate in the Option Exchange Program, how many
stock options would I receive in a new stock option grant?

Eligible stock options would be surrendered in exchange for a
lesser amount of options with a lower exercise price in a new
stock option grant, based on a specified methodology for
determining exchange ratios. Starbucks would use an industry
standard stock option valuation model to determine the actual
exchange ratios to calculate the number of options granted in a
new stock option grant. The exchange ratios would be designed to
result in a fair value of the new stock option grant that is
approximately equal to the fair value of the options that are
exchanged. The actual exchange ratios would be determined by the
Compensation Committee shortly before the commencement of the
Option Exchange Program.

7. Can you provide me with an example of how the
exchange ratios would work?

Although the exchange ratios cannot be determined at this time,
below is a hypothetical example.

Assume the Option Exchange Program began on May 1, 2009,
and the applicable 52-week high trading price was $19.00. Under
these assumptions, stock options with an exercise price above
$19.00 per share that were granted at least 17 months prior
(by December 1, 2007), would be eligible for the Option
Exchange Program. If, at the time the exchange ratios are set,
the fair market value of Starbucks common stock was $9.00 per
share, based on a standard option valuation method model of
determining the exchange ratio, the following exchange ratios
would apply:

Underwater stock options have less value than the new stock
options that would be granted in the Option Exchange Program;
therefore, more underwater stock options would be required to
equal the fair value of one new stock option.

9. What would my new exercise price be?

The new stock option grant would be granted with an exercise
price equal to the closing price of Starbucks common stock on
the new stock option grant date (the next business day after the
close of the Option Exchange Program) as reported by the NASDAQ
Global Select Market.

No. All new stock options granted in the Option Exchange Program
would be subject to a two year vesting schedule (as more fully
described in Question 11).

11. What would be the vesting schedule for the new
stock option grant?

The new stock option grant would be subject to a two year
vesting schedule and would vest in two equal annual
installments, beginning 12 months after the new stock
option grant date. Below is an example which assumes that
the Option Exchange Program closes on or around May 29,
2009:

Original Vesting

First Vesting Date

Final Vesting Date

Current Vested

Date of Eligible

of New Stock

of New Stock

Percent (as of Jan 22,

Stock Options (100%

Options (50%

Options (100%

Original Grant Date of Stock Options Eligible for Exchange

2009)

Vested)

Vested)

Vested)

Nov 16, 2004

100

%

Oct 1, 2008

May 29, 2010

May 29, 2011

Oct 1, 2005

75

%

Oct 1, 2009

May 29, 2010

May 29, 2011

Nov 20, 2006

50

%

Nov 20, 2010

May 29, 2010

May 29, 2011

Nov 19, 2007

25

%

Nov 19, 2011

May 29, 2010

May 29, 2011

Should you elect to participate in the Option Exchange Program,
your previously granted stock options would be replaced with a
new stock option grant that is subject to a new two year vesting
schedule.

12. If I elect to participate, when would I
receive my new stock option grant?

The new stock option grant date would be the next business day
after the close of the Option Exchange Program. The new stock
options would appear in your Fidelity account as soon as
administratively feasible.

13. Do I have to participate in the Option
Exchange Program?

Participation in the Option Exchange Program would be completely
voluntary. If you choose not to participate, you would
keep all of your currently outstanding stock options, including
stock options eligible for

the Option Exchange Program, and you would not receive a new
stock option grant. No changes would be made to the terms of
your current stock options if you decline to participate.

14.

If I choose to participate in the Option Exchange Program, do
I have to exchange all of my eligible stock option grants?

No. Under the Option Exchange Program, you would be able to
exchange stock options on a
grant-by-grant
basis. This means that you may choose to exchange some eligible
grants, and choose not to exchange others.

15.

Can I exchange shares of Starbucks common stock that I
acquired upon exercise of my Starbucks stock options?

No. This offer would only apply to outstanding Starbucks
stock options that are eligible under the Option Exchange
Program. You would not be able to exchange shares of Starbucks
stock that you own outright.

16. Will I be required to give up all of my rights
under the exchanged stock options?

Yes. On the closing date of the Option Exchange Program, the
stock options you surrender in exchange for new stock options
would be cancelled and you would no longer have any rights under
those surrendered stock options.

17.

Will the terms and conditions of the new stock option grant
be the same as the exchanged stock options?

No. The new stock option grants would be subject to the terms
and conditions of the Starbucks Corporation Amended and Restated
2005 Long-Term Equity Incentive Plan and any applicable
sub-plans adopted under this plan. The new stock option grants
would have a different exercise price and the maximum term would
be seven (7) years, instead of the typical 10 year
term of the currently outstanding stock options.

18.

What if I elect to participate and leave Starbucks before the
Option Exchange Program ends?

If you elected to participate in the Option Exchange Program and
your employment ends for any reason before you receive a new
stock option grant, your exchange election would be cancelled
and you would not receive a new stock option grant. If this
occurs, no changes would be made to the terms of your current
stock options and such options would be treated as if you had
declined to participate in the Option Exchange Program.

19.

What if I elect to participate and leave Starbucks after the
new stock options are granted?

If you elected to participate in the Option Exchange Program and
your employment ends for any reason after you receive a new
stock option grant, your exchange election would be processed
and you would receive a new stock option grant. Terms and
conditions of the new stock option grant would apply.

20.

Would I owe taxes if I participate in the program?

Generally, the exchange of eligible stock options should be
treated as a non-taxable exchange and no income should be
recognized upon the grant of the new stock options for
U.S. federal income tax purposes. The tax consequences for
participating international partners may differ from the
U.S. federal income tax consequences and in some instances
are not entirely certain. Starbucks will provide additional
information about taxes for international partners if the Option
Exchange Program occurs. It is recommended that you consult your
own accountant or financial advisor for additional information
about your personal tax situation.

Will Starbucks recommend that partners participate in the
Option Exchange Program, if approved?

Due to SEC regulations, Starbucks cannot advise you as to
whether or not it will make sense for you to participate in the
Option Exchange Program (if approved).

22.

Where can I get more information about the Option Exchange
Program?

a. You can read our proxy statement that was filed with the
SEC on January 22, 2009. A copy of the proxy can be
accessed at
http://investor.starbucks.com
or www.sec.gov.

b. You can read the Tender Offer Statement on
Schedule TO, including the offer to exchange and other
related materials, when those materials become available. Copies
of such documents can be accessed, when available, at
http://investor.starbucks.com
or www.sec.gov. This additional, more detailed
information will be sent to eligible partners at the time the
Option Exchange Program commences.

We have not commenced the Option Exchange Program to which
this communication pertains and will not do so unless we receive
the requisite shareholder approval at our 2009 Annual Meeting of
Shareholders. Even if the requisite shareholder approval is
obtained, we may still decide later not to implement the Option
Exchange Program. Starbucks will file a Tender Offer Statement
on Schedule TO with the SEC upon the commencement of the
Option Exchange Program. Persons who may be eligible to
participate in the Option Exchange Program should read the
Tender Offer Statement on Schedule TO, including the offer
to exchange and other related materials, when those materials
become available because they will contain important information
about the Option Exchange Program. Starbucks shareholders and
option holders will be able to obtain these written materials
and other documents filed by Starbucks with the SEC free of
charge from the SECs website at
www.sec.gov.